# ITRON, INC. (ITRI) Informational only - not investment advice. CIK: 0000780571 SIC: 3825 Instruments For Meas & Testing of Electricity & Elec Signals SIC breadcrumb: [Manufacturing](/division/D/) > [SIC Major Group 38](/major-group/38/) > [SIC 3825 Instruments For Meas & Testing of Electricity & Elec Signals](/industry/3825/) Latest 10-K filed: 2026-02-17 SEC page: https://www.sec.gov/edgar/browse/?CIK=780571 Filing source: https://www.sec.gov/Archives/edgar/data/780571/000078057126000033/itri-20251231.htm ## At a glance FY2025 · period end 2025-12-31 · filed 2026-02-17 · accession 0000780571-26-000033 · source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000780571.json | Metric | Value | FY | Provenance | | --- | ---: | ---: | --- | | Revenue | 2,367,194,000 USD | 2025 | verified | | Net income | 301,055,000 USD | 2025 | verified | | Assets | 3,720,707,000 USD | 2025 | verified | | Free cash flow | 383,061,000 USD | 2025 | computed | | Net margin | 12.72% | 2025 | computed | | Operating margin | 13.23% | 2025 | computed | | Revenue YoY | -3.02% | 2025 | computed | | ROE | 17.54% | 2025 | computed | Computed values are grepcent-computed from the verified facts above and may differ from ratios the company itself reports. Free cash flow = operating cash flow − capital expenditures. Net margin = net income ÷ revenue. Operating margin = operating income ÷ revenue. Revenue YoY = FY2025 revenue ÷ FY2024 revenue − 1 (consecutive fiscal years only). ROE = net income ÷ period-end stockholders' equity. No market price, no rating, no forecast on this site. Not investment advice. ### Peer percentile fingerprint | Ratio | ITRI | Peer median | Percentile | N | | --- | ---: | ---: | ---: | ---: | | Net margin | 12.7% | 2.8% | 71 | 8 | | Operating margin | 13.2% | 6.0% | 71 | 8 | | Revenue growth | -3.0% | 5.3% | 29 | 8 | | FCF margin | 16.2% | 7.4% | 86 | 8 | | ROE | 17.5% | 4.5% | 71 | 8 | | ROA | 8.1% | 2.5% | 71 | 8 | | Liabilities / equity | 1.15 | 0.60 | 86 | 8 | | Current ratio | 1.80 | 2.31 | 29 | 8 | Percentile = share of the N covered peers reporting that ratio whose value is lower (ties counted half); computed among grepcent-covered companies in SIC industry 3825 Instruments For Meas & Testing of Electricity & Elec Signals, not the whole market. A higher percentile means a higher value of the ratio, not a better company. Ratios with fewer than 8 reporting peers are omitted. Latest reported values per company; fiscal periods may differ. Descriptive arithmetic - not a score, rating, or ranking. ## Selected Fundamentals | Metric | Value | Unit | FY | Filed | | --- | ---: | --- | ---: | --- | | Revenue | 2367194000 | USD | 2025 | 2026-02-17 | | Net income | 301055000 | USD | 2025 | 2026-02-17 | | Assets | 3720707000 | USD | 2025 | 2026-02-17 | ## Financials Annual standardized facts from SEC companyfacts as of latest extracted filing date 2026-02-17. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000780571.json. Derived margins, ratios, and free cash flow are computed from the extracted annual SEC facts. | Metric | 2012 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | | Revenue | | 2,013,186,000 | 2,018,197,000 | 2,376,117,000 | 2,502,470,000 | 2,173,350,000 | 1,981,572,000 | 1,795,564,000 | 2,173,633,000 | 2,440,837,000 | 2,367,194,000 | | Net income | | 31,770,000 | 57,298,000 | -99,250,000 | 49,006,000 | -57,955,000 | -81,255,000 | -9,732,000 | 96,923,000 | 239,105,000 | 301,055,000 | | Operating income | | 100,993,000 | 154,877,000 | -49,692,000 | 132,683,000 | -10,395,000 | -79,299,000 | -7,439,000 | 128,867,000 | 264,110,000 | 313,068,000 | | Gross profit | | 662,532,000 | 676,751,000 | 730,319,000 | 752,319,000 | 602,167,000 | 573,169,000 | 522,189,000 | 713,908,000 | 839,317,000 | 892,118,000 | | Diluted EPS | | 0.82 | 1.45 | -2.53 | 1.23 | -1.44 | -1.83 | -0.22 | 2.11 | 5.18 | 6.50 | | Operating cash flow | 205,090,000 | | 191,354,000 | 109,755,000 | 172,840,000 | 109,514,000 | 154,794,000 | 24,500,000 | 124,971,000 | 238,175,000 | 405,952,000 | | Capital expenditures | | 43,543,000 | 49,495,000 | 59,952,000 | 60,749,000 | 46,208,000 | 34,682,000 | 19,747,000 | 26,884,000 | 30,562,000 | 22,891,000 | | Share buybacks | | 0.00 | 0.00 | 0.00 | 25,000,000 | 0.00 | 8,028,000 | 16,972,000 | 0.00 | 100,000,000 | 100,000,000 | | Assets | | 1,577,811,000 | 2,106,147,000 | 2,608,982,000 | 2,707,841,000 | 2,607,023,000 | 2,393,790,000 | 2,378,078,000 | 2,604,263,000 | 3,407,623,000 | 3,720,707,000 | | Liabilities | | 927,458,000 | 1,300,515,000 | 1,874,934,000 | 1,907,026,000 | 1,766,750,000 | 1,251,031,000 | 1,186,522,000 | 1,272,832,000 | 1,996,195,000 | 1,982,511,000 | | Stockholders' equity | | 631,604,000 | 786,416,000 | 712,663,000 | 776,538,000 | 816,548,000 | 1,116,077,000 | 1,168,473,000 | 1,310,911,000 | 1,390,600,000 | 1,716,596,000 | | Cash and cash equivalents | | 133,565,000 | 176,274,000 | 122,328,000 | 149,904,000 | 206,933,000 | 162,579,000 | 202,007,000 | 302,049,000 | 1,051,237,000 | 1,020,397,000 | | Free cash flow | | | 141,859,000 | 49,803,000 | 112,091,000 | 63,306,000 | 120,112,000 | 4,753,000 | 98,087,000 | 207,613,000 | 383,061,000 | ### Ratios ROE and ROA use period-end equity/assets. Liabilities / equity uses total liabilities divided by stockholders' equity. Current ratio uses current assets divided by current liabilities when both are reported. | Metric | 2012 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | 2025 | | --- | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | ---: | | Net margin | | 1.58% | 2.84% | -4.18% | 1.96% | -2.67% | -4.10% | -0.54% | 4.46% | 9.80% | 12.72% | | Operating margin | | 5.02% | 7.67% | -2.09% | 5.30% | -0.48% | -4.00% | -0.41% | 5.93% | 10.82% | 13.23% | | Return on equity | | 5.03% | 7.29% | -13.93% | 6.31% | -7.10% | -7.28% | -0.83% | 7.39% | 17.19% | 17.54% | | Return on assets | | 2.01% | 2.72% | -3.80% | 1.81% | -2.22% | -3.39% | -0.41% | 3.72% | 7.02% | 8.09% | | Liabilities / equity | | 1.47 | 1.65 | 2.63 | 2.46 | 2.16 | 1.12 | 1.02 | 0.97 | 1.44 | 1.15 | | Current ratio | | 1.77 | 1.67 | 1.37 | 1.49 | 1.69 | 1.50 | 1.66 | 1.95 | 3.44 | 1.80 | ## As-reported value updates 3 tracked differences above grepcent's stated thresholds were found between the earliest XBRL-filed value and the value currently on file for the same fiscal period. Ledger: /company/ITRI/revisions/ ## Quarterly Quarterly standardized facts from SEC companyfacts as of latest extracted filing date 2026-07-28. Source: https://data.sec.gov/api/xbrl/companyfacts/CIK0000780571.json. Flow metrics use discrete quarter-length periods from 10-Q/10-Q/A filings. Q4 revenue and net income are derived only when annual FY and nine-month YTD facts exist for the same fiscal year; derived Q4 values are labeled. EPS Q4 is not derived. | Quarter | End date | Revenue | Net income | Diluted EPS | Method | | --- | --- | ---: | ---: | ---: | --- | | 2022-Q3 | 2022-09-30 | | | 0.09 | reported discrete quarter | | 2023-Q1 | 2023-03-31 | | | -0.26 | reported discrete quarter | | 2023-Q2 | 2023-06-30 | | | 0.53 | reported discrete quarter | | 2023-Q3 | 2023-09-30 | 560,772,000 | 40,172,000 | 0.87 | reported discrete quarter | | 2023-Q4 | 2023-12-31 | 577,173,000 | 44,386,000 | | derived Q4 = FY annual - nine-month YTD | | 2024-Q1 | 2024-03-31 | 603,442,000 | 51,721,000 | 1.12 | reported discrete quarter | | 2024-Q2 | 2024-06-30 | 609,069,000 | 51,318,000 | 1.10 | reported discrete quarter | | 2024-Q3 | 2024-09-30 | 615,462,000 | 77,959,000 | 1.70 | reported discrete quarter | | 2024-Q4 | 2024-12-31 | 612,864,000 | 58,107,000 | | derived Q4 = FY annual - nine-month YTD | | 2025-Q1 | 2025-03-31 | 607,151,000 | 65,474,000 | 1.42 | reported discrete quarter | | 2025-Q2 | 2025-06-30 | 606,761,000 | 68,340,000 | 1.47 | reported discrete quarter | | 2025-Q3 | 2025-09-30 | 581,625,000 | 65,613,000 | 1.41 | reported discrete quarter | | 2025-Q4 | 2025-12-31 | 571,657,000 | 101,628,000 | | derived Q4 = FY annual - nine-month YTD | | 2026-Q1 | 2026-03-31 | 586,982,000 | 53,459,000 | 1.18 | reported discrete quarter | | 2026-Q2 | 2026-06-30 | 562,902,000 | 53,272,000 | 1.19 | reported discrete quarter | ## Filed narrative (10-K & 10-Q) ## Business Verbatim Item 1 Business section from ITRI's latest 10-K: [/company/ITRI/business/](/company/ITRI/business/). ## Risk Factors Verbatim Item 1A Risk Factors from ITRI's latest 10-K: [/company/ITRI/risk-factors/](/company/ITRI/risk-factors/). ## Latest quarter (10-Q) Latest 10-Q source: https://www.sec.gov/Archives/edgar/data/780571/000078057126000178/itri-20260630.htm Extracted structurally from real Item 2 body heading to real Item 3/4 boundary. Confidence: high Filing date: 2026-07-28 Report date: 2026-06-30 Item 2: Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis should be read in conjunction with the unaudited consolidated financial statements and notes included in this report and with the consolidated financial statements and the notes thereto for the fiscal year ended December 31, 2025 filed with the Securities and Exchange Commission (SEC) in our Annual Report on Form 10-K on February 17, 2026 (2025 Annual Report). The objective of Management's Discussion and Analysis is to provide our assessment of the financial condition and results of operations, including an evaluation of our liquidity and capital resources along with material events occurring during the year. The discussion and analysis focuses on material events and uncertainties known to management that are reasonably likely to cause reported financial information not to be necessarily indicative of future operating results or of future financial condition. In addition, we address matters that are reasonably likely, based on management's assessment, to have a material impact on future operations. We expect the analysis will enhance a reader's understanding of our financial condition, cash flows, and other changes in financial condition and results of operations. Documents we provide to the SEC are available free of charge under the Investors section of our website at www.itron.com as soon as practicable after they are filed with or furnished to the SEC. In addition, these documents are available at the SEC's website (http://www.sec.gov). Certain Forward-Looking Statements This report contains, and our officers and representatives may from time to time make, "forward-looking statements" within the meaning of the safe harbor provisions of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are neither historical factors nor assurances of future performance. These statements are based on our expectations about, among others, revenues, operations, financial performance, earnings, liquidity, earnings per share, cash flows and restructuring activities including headcount reductions and other cost savings initiatives. This document reflects our current strategy, plans and expectations and is based on information currently available as of the date of this Quarterly Report on Form 10-Q. When we use words such as "expect", "intend", "anticipate", "believe", "plan", "goal", "seek", "project", "estimate", "future", "strategy", "objective", "may", "likely", "should", "will", "will continue", and similar expressions, including related to future periods, they are intended to identify forward-looking statements. Forward-looking statements rely on a number of assumptions and estimates. Although we believe the estimates and assumptions upon which these forward-looking statements are based are reasonable, any of these estimates or assumptions could prove to be inaccurate and the forward-looking statements based on these estimates and assumptions could be incorrect. Our operations involve risks and uncertainties, many of which are outside our control, and any one of which, or a combination of which, could materially affect our results of operations and whether the forward-looking statements ultimately prove to be correct. Actual results and trends in the future may differ materially from those suggested or implied by the forward-looking statements depending on a variety of factors. Therefore, you should not rely on any of these forward-looking statements. Some of the factors that we believe could affect our results include our ability to execute on our restructuring plans, our ability to achieve estimated cost savings, the rate and timing of customer demand for our products, rescheduling of current customer orders, changes in estimated liabilities for product warranties, adverse impacts of litigation, changes in laws, regulations, tariffs, sanctions, trade policies and retaliatory responses, our dependence on new product development and intellectual property, future acquisitions, changes in estimates for stock-based and bonus compensation, increasing volatility in foreign exchange rates, international business risks, uncertainties caused by adverse economic conditions, including without limitation those resulting from extraordinary events or circumstances and other factors that are more fully described in Part I, Item 1A: Risk Factors included in our 2025 Annual Report and other reports on file with the SEC. We undertake no obligation to update or revise any forward-looking statement, whether written or oral. Overview We are a technology, solutions, and service company, and we are a leader in the Industrial Internet of Things (IIoT). We offer solutions that enable utilities and municipalities to safely, securely, and reliably operate their critical infrastructure. Our solutions include the deployment of smart networks, software, services, devices, sensors, and data analytics that allow our customers to manage assets, secure revenue, lower operational costs, improve customer service, improve safety, and enable 29 Table of Contents efficient management of valuable resources. Our comprehensive solutions and data analytics address the unique challenges facing the energy, water, and municipality sectors, including increasing demand on resources, non-technical loss, leak detection, environmental and regulatory compliance, and improved operational reliability. We operate under the Itron brand worldwide and manage and report under four reportable segments: Device Solutions, Networked Solutions, Outcomes, and Resiliency Solutions. Resiliency Solutions is a new reportable segment, which began in the fourth quarter of 2025. The product and operating definitions of the four segments are as follows: Device Solutions – This segment primarily includes hardware products used for measurement, control, or sensing. Examples from the Device Solutions portfolio include: standard endpoints that are shipped without Itron communications, such as our standard electricity, gas, and water meters for a variety of global markets and adhering to regulations and standards within those markets, as well as our heat and allocation products; communicating meters designed to operate outside of Itron end-to-end solutions and designed to meet market requirements; and the implementation and installation of associated devices. Networked Solutions – This segment primarily includes a combination of communicating endpoints (e.g., smart meters, modules, endpoints, and sensors), network infrastructure, network design services, and associated headend management and application software designed and sold as a complete solution for acquiring and transporting robust application-specific data. Networked Solutions includes products, software and services for the implementation, installation, and management of communicating endpoints and data networks. The IIoT solutions supported by this segment include automated meter reading (AMR) and advanced metering infrastructure (AMI) for electricity, water, and gas; distributed energy resource management (DERMs); grid edge devices; distribution automation communications; smart lighting; and smart city sensors and applications. Our IIoT platform allows utility and smart city applications to be run and managed on a flexible, secure, and interoperable multi-purpose network. Outcomes – This segment primarily includes our value-added, enhanced software and services, including use of distributed compute to manage, organize, analyze, and interpret raw, anonymized data using artificial intelligence, machine learning, statistical modeling, and other analytics. This delivers new value for utilities, municipalities, and cities through improving decision making, maximizing operational profitability, engaging consumers, ensuring safety, enhancing resource efficiency, and improving grid resiliency and reliability. Outcomes supports high-value use cases, such as data management, grid planning and operations, AMI operations, gas distribution safety, non-revenue water reduction, revenue assurance, distributed energy resources (DER) management, energy forecasting, consumer engagement, and smart payment. Utilities leverage these outcomes to unlock the capabilities of their networks and devices, improve the productivity of their workforce, increase the reliability of their operations, manage and optimize the proliferation of DERs, address grid complexity, and enhance the customer experience. Revenue from these offerings are primarily recurring in nature and would include any direct management of Device Solutions, Networked Solutions, and other third-parties' products on behalf of our end customers. Resiliency Solutions – This segment primarily includes software and services for worker safety, emergency preparedness and response, damage prevention, and digital construction management for critical infrastructure providers and their supporting contractors. These solutions enable utilities to plan smarter, respond faster, and operate more safely and are enhanced through the use of artificial intelligence-based models to predict events to aid in compliance, incident remedy, and prevention. We use adjusted operating income (margin) as the primary measure of segment performance. In addition, we believe adjusted gross profit (margin) provides further understanding of our segments' performance. Intersegment revenues are minimal. Certain operating expenses are allocated to the reportable segments based upon internally established allocation methodologies. Interest income, interest expense, other income (expense), the income tax provision (benefit), and certain corporate operating expenses are neither allocated to the segments nor included in the measures of segment performance. Non-GAAP Measures To supplement our consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States (GAAP), we use certain adjusted or non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted earnings per share (EPS), adjusted EBITDA, free cash flow, adjusted gross profit, adjusted operating income, and constant currency. We provide these non-GAAP financial measures because we believe they provide greater transparency and represent supplemental information used by management in its financial and operational decision making. We exclude certain costs in our non-GAAP financial measures as we believe the net result is a measure of our core business. We believe these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. Non-GAAP performance measures should be considered in addition to, and not as a substitute for, results prepared in accordance with GAAP. We strongly encourage investors and 30 Table of Contents shareholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. Our non-GAAP financial measures may be different from those reported by other companies. In our discussions of the operating results below, we may refer to the impact of foreign currency exchange rate fluctuations, which are references to the differences between the foreign currency exchange rates we use to convert operating results from local currencies into U.S. dollars for reporting purposes. We also use the term "constant currency", which represents results adjusted to exclude foreign currency exchange rate impacts. We calculate the constant currency change as the difference between the current period results translated using the current period currency exchange rates and the comparable prior period's results [Excerpt truncated for page length; source filing is linked above.] ## Latest 10-K MD&A (excerpt) Latest 10-K Item 7 source: https://www.sec.gov/Archives/edgar/data/780571/000078057126000033/itri-20251231.htm Complete FY 2025 MD&A: /company/ITRI/mda/fy2025/ Extracted structurally from real Item 7 body heading to real Item 7A/8 boundary. Confidence: high Filing date: 2026-02-17 Report date: 2025-12-31 Item 7:    Management's Discussion and Analysis of Financial Condition and Results of Operations The following discussion and analysis compares the change in the consolidated financial statements for fiscal years 2025 and 2024 and should be read in conjunction with Item 8: Financial Statements and Supplementary Data. For comparisons of fiscal years 2024 and 2023, see our Management's Discussion and Analysis of Financial Condition and Results of Operations in Part II, Item 7 of our 2024 Annual Report on Form 10-K, filed with the Securities and Exchange Commission (SEC) on February 25, 2025, and incorporated herein by reference. The objective of Management's Discussion and Analysis is to provide our assessment of the financial condition and results of operations, including an evaluation of our liquidity and capital resources along with material events occurring during the year. The discussion and analysis focuses on material events and uncertainties known to management that are reasonably likely to cause reported financial information not to be necessarily indicative of future operating results or of future financial condition. In addition, we address matters that are reasonably likely, based on management's assessment, to have a material impact on future operations. We expect the analysis will enhance a reader's understanding of our financial condition, cash flows, and other changes in financial condition and results of operations. Overview We are a technology, solutions, and service company, and we are a leader in the Industrial Internet of Things (IIoT). We offer solutions that enable utilities and municipalities to safely, securely, and reliably operate their critical infrastructure. Our solutions include the deployment of smart networks, software, services, devices, sensors, and data analytics that allow our customers to manage assets, secure revenue, lower operational costs, improve customer service, improve safety, and enable efficient management of valuable resources. Our comprehensive solutions and data analytics address the unique challenges facing the energy, water, and municipality sectors, including increasing demand on resources, non-technical loss, leak detection, environmental and regulatory compliance, and improved operational reliability. We operate under the Itron brand worldwide and manage and report under four reportable segments: Device Solutions, Networked Solutions, Outcomes, and Resiliency Solutions. Resiliency Solutions is a new reportable segment starting in the fourth quarter of 2025. The product and operating definitions of the four segments are as follows: Device Solutions – This segment primarily includes hardware products used for measurement, control, or sensing. Examples from the Device Solutions portfolio include: standard endpoints that are shipped without Itron communications, such as our standard electricity, gas, and water meters for a variety of global markets and adhering to regulations and standards within those markets, as well as our heat and allocation products; communicating meters designed to operate outside of Itron end-to-end solutions and designed to meet market requirements; and the implementation and installation of associated devices. Networked Solutions – This segment primarily includes a combination of communicating endpoints (e.g., smart meters, modules, endpoints, and sensors), network infrastructure, network design services, and associated headend management and application software designed and sold as a complete solution for acquiring and transporting robust application-specific data. Networked Solutions includes products, software and services for the implementation, installation, and management of communicating endpoints and data networks. The Industrial Internet of Things (IIoT) solutions supported by this segment include automated meter reading (AMR) and advanced metering infrastructure (AMI) for electricity, water, and gas; distributed energy resource management (DERMs); grid edge devices; distribution automation communications; smart lighting; and smart city sensors and applications. Our IIoT platform allows utility and smart city applications to be run and managed on a flexible, secure, and interoperable multi-purpose network. Outcomes – This segment primarily includes our value-added, enhanced software and services in which we utilize distributed compute to manage, organize, analyze, and interpret raw, anonymized data using artificial intelligence, machine learning, statistical modeling, and other analytics. This delivers new value for utilities, municipalities, and cities through improving decision making, maximizing operational profitability, engaging consumers, ensuring safety, enhancing resource efficiency, and improving grid resiliency and reliability. Outcomes supports high-value use cases, such as data management, grid planning and operations, AMI operations, gas distribution safety, non-revenue water reduction, revenue assurance, distributed energy resources (DER) management, energy forecasting, consumer engagement, and smart payment. Utilities leverage these outcomes to unlock the capabilities of their networks and devices, improve the productivity of their workforce, increase the reliability of their operations, manage and optimize the proliferation of DERs, address grid complexity, and enhance the customer experience. Revenue from these offerings are primarily recurring in nature and would include any direct management of Device Solutions, Networked Solutions, and other third-parties' products on behalf of our end customers. 26 Table of Contents Resiliency Solutions – This segment primarily includes software and services focused on worker safety, emergency preparedness and response, and damage prevention for critical infrastructure providers and their supporting contractors. These solutions are enhanced through the use of artificial intelligence-based models to predict events to aid in compliance, incident remedy, and prevention. We use adjusted operating income (margin) as the primary measure of segment performance. In addition, we believe adjusted gross profit (margin) provides further understanding of our segments' performance. Intersegment revenues are minimal. Certain operating expenses are allocated to the reportable segments based upon internally established allocation methodologies. Interest income, interest expense, other income (expense), the income tax provision (benefit), and certain corporate operating expenses are neither allocated to the segments nor included in the measures of segment performance. Non-GAAP Measures To supplement our consolidated financial statements, which are prepared in accordance with accounting principles generally accepted in the United States (GAAP), we use certain adjusted or non-GAAP financial measures, including non-GAAP operating expense, non-GAAP operating income, non-GAAP net income, non-GAAP diluted earnings per share (EPS), adjusted EBITDA, free cash flow, adjusted gross profit, adjusted operating income, and constant currency. We provide these non-GAAP financial measures because we believe they provide greater transparency and represent supplemental information used by management in its financial and operational decision making. We exclude certain costs in our non-GAAP financial measures as we believe the net result is a measure of our core business. We believe these measures facilitate operating performance comparisons from period to period by eliminating potential differences caused by the existence and timing of certain expense items that would not otherwise be apparent on a GAAP basis. Non-GAAP performance measures should be considered in addition to, and not as a substitute for, results prepared in accordance with GAAP. We strongly encourage investors and shareholders to review our financial statements and publicly-filed reports in their entirety and not to rely on any single financial measure. Our non-GAAP financial measures may be different from those reported by other companies. In our discussions of the operating results below, we may refer to the impact of foreign currency exchange rate fluctuations, which are references to the differences between the foreign currency exchange rates we use to convert operating results from local currencies into U.S. dollars for reporting purposes. We also use the term "constant currency", which represents results adjusted to exclude foreign currency exchange rate impacts. We calculate the constant currency change as the difference between the current period results translated using the current period currency exchange rates and the comparable prior period's results restated using current period currency exchange rates. We believe the reconciliations of changes in constant currency provide useful supplementary information to investors in light of fluctuations in foreign currency exchange rates. Refer to the Non-GAAP Measures section below on pages 43-46 for information about these non-GAAP measures and the detailed reconciliation of items that impacted non-GAAP operating expenses, non-GAAP operating income, non-GAAP net income, non-GAAP diluted EPS, adjusted EBITDA, and free cash flow in the periods presented. Total Company Highlights Highlights and significant developments for the year ended December 31, 2025 compared with the year ended December 31, 2024 •Revenues were $2.4 billion in both periods •Gross margin was 37.7% compared with 34.4% last year •Operating expenses increased $3.8 million, or 1%, compared with 2024 •Net income attributable to Itron, Inc. was $301.1 million compared with $239.1 million in 2024 •GAAP diluted EPS was $6.50 compared with $5.18 in 2024 •Non-GAAP net income attributable to Itron, Inc. was $330.4 million compared with $259.8 million in 2024 •Non-GAAP diluted EPS was $7.13 compared with $5.62 in 2024 •Adjusted EBITDA increased $50.2 million, or 16%, to $373.8 million compared with $323.6 million in 2024 •Total backlog was $4.5 billion and twelve-month backlog was $1.6 billion at December 31, 2025, compared with $4.7 billion and $1.8 billion at December 31, 2024 27 Table of Contents Business Acquisitions On November 14, 2025, we entered into a Share Purchase Agreement (the Agreement) to acquire 100% of the outstanding equity of Locusview, Ltd. and subsidiaries (collectively, Locusview) a privately held utility-focused software and services company that is based in the United States and Israel. The acquisition provides value to Itron through the leverage of Locusview's digital construction management solutions to enhance Itron's Resiliency Solutions offerings to its customers. The acquisition closed on January 5, 2026. The preliminary purchase price for the acquisition was $525 million, with adjustment for final working capital and other closing considerations to be determined following the transaction's close. The purchase was funded through cash on hand. On November 3, 2025, we completed the acquisition of 100% of the outstanding equity of Urbint, Inc. (Urbint), a privately held software and services company, based in Florida, serving utilities. The acquisition provides value to Itron through the leverage of Urbint's artificial intelligence (AI)-powered operational resilience solutions to enhance our offerings to our customers. Upon acquisition, Urbint became a wholly owned subsidiary of Itron and operates within the Resiliency Solutions segment. The preliminary purchase price allocated to acquired assets and liabilities was $330.7 million, which was funded through cash on hand. The purchase price is subject to further adjustment based on final working capital and other closing considerations to be determined following the transaction's close. Refer to Item 8: Financial Statements and Supplementary Data, Note 18: Business Combinations for further details. 2025 Credit Facility On September 25, 2025, we entered into a third amended and restat [Excerpt truncated for page length; the complete text is on the linked full-MD&A page.] Read the full FY 2025 MD&A: /company/ITRI/mda/fy2025/ All MD&A years: /company/ITRI/mda/ ## MD&A history Prior-year 10-K MD&A spans are extracted from SEC filings with the same bounded parser used for the latest filing. Each year's full verbatim text is on its own sub-page. - [FY 2024 MD&A](/company/ITRI/mda/fy2024/): filed 2025-02-25; accession 0000780571-25-000007 (https://www.sec.gov/Archives/edgar/data/780571/000078057125000007/itri-20241231.htm) - [FY 2023 MD&A](/company/ITRI/mda/fy2023/): filed 2024-02-26; accession 0000780571-24-000006 (https://www.sec.gov/Archives/edgar/data/780571/000078057124000006/itri-20231231.htm) - [FY 2022 MD&A](/company/ITRI/mda/fy2022/): filed 2023-02-27; accession 0000780571-23-000010 (https://www.sec.gov/Archives/edgar/data/780571/000078057123000010/itri-20221231.htm) - [FY 2021 MD&A](/company/ITRI/mda/fy2021/): filed 2022-02-28; accession 0000780571-22-000004 (https://www.sec.gov/Archives/edgar/data/780571/000078057122000004/itri-20211231.htm) ## Macro cross-references Indicators mapped to this company's SIC classification (industry 3825 Instruments For Meas & Testing of Electricity & Elec Signals) by grepcent's deterministic macro-sector crosswalk. A navigational mapping, not a statistical or causal claim. - [INDPRO](/indicator/INDPRO/): Industrial Production: Total Index - [TCU](/indicator/TCU/): Capacity Utilization: Total Index - [PPIACO](/indicator/PPIACO/): Producer Price Index by Commodity: All Commodities - [GDPC1](/indicator/GDPC1/): Real Gross Domestic Product - [DGS10](/indicator/DGS10/): Market Yield on U.S. Treasury Securities at 10-Year Constant Maturity - [FEDFUNDS](/indicator/FEDFUNDS/): Federal Funds Effective Rate - [CES0500000003](/indicator/CES0500000003/): Average Hourly Earnings of All Employees, Total Private - [PAYEMS](/indicator/PAYEMS/): All Employees, Total Nonfarm Macro-to-micro threads including this sector: [Inflation (CPI / PCE / PPI)](/thread/inflation-cpi-pce-ppi/), [US labor market](/thread/us-labor-market/), [Growth & output](/thread/growth-output/), [Money & trade](/thread/money-trade/), [Government finances](/thread/government-finances/), [Sector employment](/thread/sector-employment/), [Industrial orders & inventories](/thread/industrial-orders/), [Trade & external](/thread/trade-external/). All macro indicators: /indicators/ ## For LLMs & downloads Markdown twin: /company/ITRI.md · JSON record: /company/ITRI.json · verified financials: /company/ITRI/financials.json / /company/ITRI/financials.csv · machine TOC for the whole site: /llms.txt